9 lawsuits have challenged $13B Change Healthcare, UnitedHealth deal

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At least nine lawsuits have been filed objecting to plans by UnitedHealth Group subsidiary Optum to buy Change Healthcare, Change revealed in a recent filing with the U.S. Securities and Exchange Commission. 

In January, Optum announced its intent to buy Nashville, Tenn.-based data analytics firm Change Healthcare in a deal valued at $13 billion. The transaction has had opposition, including from the American Hospital Association, since it was announced.

One of the nine lawsuits filed, a putative class action filed in Tennessee Chancery Court in February, was voluntarily dismissed without prejudice March 17. The other lawsuits are still pending against the company. 

According to the SEC filing, those filing suit named Change and its board of directors as defendants and allege that Change Healthcare made misleading or incomplete statements about its acquisition to its shareholders. 

Change Healthcare maintains that the lawsuits are "without merit."

"Change and the other named defendants deny that they have violated any laws or breached any duties to Change’s stockholders," the company stated in the SEC filing, which also details early termination payments to the company's executives and directors if the deal moves forward. 

Despite the lawsuits, Change Healthcare stockholders voted to approve the transaction April 12, with 99.9 percent voting in favor of the agreement.

Change Healthcare declined to comment on the lawsuits, but told Becker's Hospital Review it was pleased with the strong support from stockholders who approved the deal.

"We are pleased with the strong support of our stockholders for the UnitedHealth Group transaction, reflecting the excellent value to be provided to Change Healthcare stockholders, which is an important step toward closing the transaction and pursuing our common vision of enhancing the healthcare system," a Change Healthcare spokesperson said. 

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